Exhibit 10.30
Peabody Energy Corporation
Amendment to the Non-Qualified Stock Option Agreement ("Amendment")
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WHEREAS, Peabody Energy Corporation (the "Company", formerly known as P&L
Coal Holdings Corporation) and ______________ (the "Optionee") previously
entered into that certain Non-Qualified Stock Option Agreement dated as of May
19, 1998, as previously amended (the "Option Agreement");
WHEREAS, pursuant to Section 5.7 of the Option Agreement, the Company and
the Optionee have the power to amend the Option Agreement if they deem it
appropriate;
WHEREAS, concomitantly herewith, that certain Stockholders Agreement dated
as of May 19, 1998, among the Company, the Optionee and other parties thereto
(the "Stockholders Agreement") is amended to clarify certain rights granted
thereunder to Management Investors and their Permitted Transferees (as such
terms are defined in the Stockholders Agreement); and
WHEREAS, the Company and the Optionee desire to amend the Option Agreement
to reflect certain additional changes agreed upon by the parties to the
Stockholders Agreement;
NOW, THEREFORE, the Option Agreement is hereby amended as follows:
I.
Section 3.4(c) of the Option Agreement, as previously amended, is further
amended by deleting subsection 3.4(c)(i) in its entirety and replacing it with
the following:
"(i) upon completion of an IPO on or before July 31, 2001, at least 50% of
the shares subject to the Superperformance Option I shall vest and the
balance shall vest in accordance with the IRR chart set forth in Section
3.3 above".
IN WITNESS WHEREOF, this Amendment has been executed and delivered by the
parties hereto as of this _____ day of ____________, 2001.
PEABODY ENERGY CORPORATION
By:
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Name:
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Title:
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[NAME OF EXECUTIVE]
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